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SYSWIN Enters Merger Agreemen With Brilliant Strategy


SYSWIN (NYSE: SYSW) today announced that it has entered into an agreement and plan of merger, dated December 24, 2012 (the "Merger Agreement"), with Brilliant Strategy Limited ("Parent"), a business company with limited liability incorporated under the laws of the British Virgin Islands, and Brilliant Acquisition Limited ("Merger Sub"), an exempted company with limited liability incorporated under the laws of the Cayman Islands and a wholly-owned subsidiary of Parent. Parent is wholly owned by Mr. Liangsheng Chen, Chief Executive Officer, President and a director of the Company. Parent beneficially owns approximately 59.89% of the Company's issued and outstanding ordinary shares and intends to finance the merger and the other transactions contemplated by the Merger Agreement through a combination of cash contribution by Mr. Liangsheng Chen and cash in the Company and its subsidiaries.

Pursuant to the Merger Agreement, (i) upon the terms and subject to the conditions set forth therein, at the effective time of the merger, Merger Sub will be merged with and into the Company and the Company will survive the merger and become a wholly-owned subsidiary of

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